(b) Impositions. Lessee hereby further agrees, whether or not the
transactions contemplated by this Lease shall be consummated, to pay on or
before the due date, directly to the appropriate federal, state, local or
foreign taxing authority or other Governmental Authority (a “Taxing
Authority”) or, if such payment is not allowed under Applicable Law, directly
to (a) Lessor with sufficient prior notice and assistance in order for Lessor
to timely make payment before the due date), (i) all taxes as shown on said
returns and all taxes assessed, billed or otherwise payable with respect to
the Aircraft or any Collateral, any part of either thereof, or the
transactions contemplated by the Transaction Documents; (ii) all license
and/or registration or filing fees, assessments, governmental charges and
sales, use, property, excise, privilege, value added, withholding and other
taxes (including any related interest, charges or penalties) or other charges
or fees now or hereafter imposed by any Taxing Authority, on Lessor, Lessee,
any Lessee Party or any other Person in possession of the Aircraft or any
Collateral or any of either thereof, the Aircraft or any Collateral, or any
part of any thereof, the Rent (or other amounts payable under the Transaction
Documents), or the transactions contemplated by the Transaction Documents,
including any of the same imposed with respect to the landing, airport use,
manufacturing, ordering, shipment, inspection, purchase, acceptance,
rejection, ownership, delivery, installation, management, pooling,
interchange, time sharing, leasing (pursuant to this Lease, any sublease, or
otherwise), chartering, operation, possession, use, maintenance, repair,
condition, removal, registration, de-registration, abandonment, repossession,